Covetrus (CVET) 10-Q 13 Aug 19 2019 Q2 Quarterly report Financial data

DEI

DEI - shares	6 Months Ended
	Jun. 30, 2019	Aug. 09, 2019
Entity [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2019
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2019
Entity Registrant Name	COVETRUS, INC.
Entity Central Index Key	0001752836
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Emerging Growth Company	false
Entity Small Business	false
Entity Shell Company	false
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		111,980,178

CONSOLIDATED AND COMBINED BALAN

CONSOLIDATED AND COMBINED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 29, 2018
Current assets:
Cash and cash equivalents	$ 55	$ 23
Accounts receivable, net of allowance of $7 and $7	458	431
Inventory, net	556	564
Other receivables	61	49
Prepaid expenses and other	42	19
Total current assets	1,172	1,086
Non-current assets:
Property and equipment, net of accumulated depreciation of $85 and $74	100	69
Operating lease right-of-use assets (Note 12)	60
Goodwill (Note 5)	2,102	750
Other intangibles, net of accumulated amortization of $297 and $241	717	208
Investments and other	39	120
Total assets	4,190	2,233
Current liabilities:
Accounts payable	425	441
Current maturities of long-term debt and other borrowings (Note 11)	32	1
Accrued expenses:
Payroll and related	41	37
Taxes	38	17
Other	138	77
Total current liabilities	674	573
Non-current liabilities:
Long-term debt and other borrowings, net (Note 11)	1,154	24
Deferred taxes	28	16
Other liabilities	74	35
Total liabilities	1,930	648
Commitments and contingencies (Note 8)
Redeemable non-controlling interests (Note 7)	13	92
Shareholders' Equity:
Common stock, $0.01 par value per share, 675,000,000 shares authorized as of June 30, 2019; 111,932,491 shares issued and outstanding as of June 30, 2019	1	0
Net parent investment	0	1,576
Accumulated other comprehensive loss (Note 9)	(78)	(83)
Additional paid-in capital	2,357	0
Accumulated deficit	(33)	0
Total shareholders’ equity	2,247	1,493
Total liabilities, redeemable non-controlling interests, and shareholders’ equity	$ 4,190	$ 2,233

CONSOLIDATED AND COMBINED BAL_2

CONSOLIDATED AND COMBINED BALANCE SHEETS (UNAUDITED) - Parenthetical - USD ($) $ in Millions	Jun. 30, 2019	Dec. 29, 2018
Statement of Financial Position [Abstract]
Accounts receivable, reserves	$ 7	$ 7
Property and equipment, accumulated depreciation	85	74
Other intangibles, accumulated amortization	$ 297	$ 241
Common stock, par value	$ 0.01
Common stock, shares authorized (in shares)	675,000,000
Common stock, shares issued (in shares)	111,932,491
Common stock, shares outstanding (in shares)	111,932,491

CONSOLIDATED AND COMBINED STATE

CONSOLIDATED AND COMBINED STATEMENT OF OPERATIONS (UNAUDITED) - USD ($) shares in Millions, $ in Millions	3 Months Ended			6 Months Ended
	Jun. 30, 2019		Jun. 30, 2018	Jun. 30, 2019		Jun. 30, 2018
Income Statement [Abstract]
Net sales (Note 2)	$ 1,009		$ 1,005	$ 1,950		$ 1,952
Cost of sales	809		822	1,570		1,593
Gross profit	200		183	380		359
Operating expenses:
Selling, general and administrative	205		139	394		282
Restructuring costs	0		6	0		7
Operating income (loss)	(5)		38	(14)		70
Other income (expense):
Interest income	2		1	3		3
Interest expense	(15)		(1)	(26)		(1)
Other, net	13		0	15		0
Income (loss) before taxes and equity in earnings of affiliates	(5)		38	(22)		72
Income tax expense (Note 10)	(5)		(8)	(1)		(14)
Equity in earnings of affiliates	0		1	0		1
Net income (loss)	(10)	[1]	31	(23)	[1]	59
Less: net loss attributable to redeemable non-controlling interests	0		(2)	0		(8)
Net income (loss) attributable to Covetrus	$ (10)		$ 29	$ (23)		$ 51
Earnings (loss) per share attributable to Covetrus: (Note 4)
Basic earnings (loss) per share	$ (0.09)		$ 0.40	$ (0.22)		$ 0.72
Diluted earnings (loss) per share	$ (0.09)		$ 0.40	$ (0.22)		$ 0.72
Weighted-average common shares outstanding:
Basic (in shares)	112		71	103		71
Diluted (in shares)	112		72	103		72
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019 (b) See discussion in Note 3 - Business Acquisitions

CONSOLIDATED AND COMBINED STA_2

CONSOLIDATED AND COMBINED STATEMENT OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) $ in Millions	3 Months Ended			6 Months Ended
	Jun. 30, 2019		Jun. 30, 2018	Jun. 30, 2019		Jun. 30, 2018
Statement of Comprehensive Income [Abstract]
Net income (loss)	$ (10)	[1]	$ 31	$ (23)	[1]	$ 59
Other comprehensive income (loss), net of tax: (Note 9)
Foreign currency translation gain (loss)	4		(38)	4		(26)
Pension adjustment gain	0		0	1		0
Total other comprehensive income (loss)	4		(38)	5		(26)
Comprehensive income (loss)	(6)		(7)	(18)		33
Comprehensive income (loss) attributable to redeemable non-controlling interests:
Net loss	0		(2)	0		(8)
Foreign currency translation gain (loss)	0		2	(1)		2
Less: comprehensive loss attributable to redeemable non-controlling interests	0		0	(1)		(6)
Comprehensive income (loss) attributable to Covetrus	$ (6)		$ (7)	$ (19)		$ 27
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019 (b) See discussion in Note 3 - Business Acquisitions

CONSOLIDATED AND COMBINED STA_3

CONSOLIDATED AND COMBINED STATEMENT OF EQUITY (UNAUDITED) - USD ($) $ in Millions		Total	Common Stock	Additional Paid-In Capital	Retained Earnings/ (Accumulated Deficit)	Accumulated Other Comprehensive Loss	Net Parent Investment
Beginning balance (in shares) at Dec. 30, 2017			0
Beginning balance at Dec. 30, 2017		$ 1,257	$ 0	$ 0	$ 0	$ (42)	$ 1,299
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)		59					59
Net increase (decrease) in parent investment		215					215
Other comprehensive income		(26)				(26)
Ending balance (in shares) at Jun. 30, 2018			0
Ending balance at Jun. 30, 2018		1,507	$ 0	0	0	(68)	1,575
Beginning balance (in shares) at Mar. 31, 2018			0
Beginning balance at Mar. 31, 2018		1,262	$ 0	0	0	(30)	1,292
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)		31					31
Net increase (decrease) in parent investment		252					252
Other comprehensive income		(38)				(38)
Ending balance (in shares) at Jun. 30, 2018			0
Ending balance at Jun. 30, 2018		1,507	$ 0	0	0	(68)	1,575
Beginning balance (in shares) at Dec. 29, 2018			0
Beginning balance at Dec. 29, 2018		1,493	$ 0	0	0	(83)	1,576
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	[1]	(23)			(33)		10
Dividend to Henry Schein		(1,174)		(21)			(1,153)
Issuance of shares at Separation (including Share Sale investors) (in shares)			71,693,426
Issuance of shares at Separation (including Share Sale investors)		1	$ 1	609			(609)
Issuance of shares in connection with the Acquisition (in shares)			39,742,089
Issuance of shares in connection with the Acquisition		1,772		1,772
Shares held in escrow expected to be canceled	[2]	(30)		(30)
Net increase (decrease) in parent investment		176					176
Exercise of stock options (in shares)			496,976
Exercise of stock options		2		2
Share-based compensation		25		25
Other comprehensive income		$ 5				5
Ending balance (in shares) at Jun. 30, 2019		111,932,491	111,932,491
Ending balance at Jun. 30, 2019		$ 2,247	$ 1	2,357	(33)	(78)	0
Beginning balance (in shares) at Mar. 31, 2019			111,576,343
Beginning balance at Mar. 31, 2019		2,294	$ 1	2,396	(21)	(82)	0
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	[1]	(10)			(12)		2
Dividend to Henry Schein		(21)		(21)
Shares held in escrow expected to be canceled	[2]	(30)		(30)
Net increase (decrease) in parent investment		(2)					(2)
Exercise of stock options (in shares)			356,148
Exercise of stock options		2		2
Share-based compensation		10		10
Other comprehensive income		$ 4				4
Ending balance (in shares) at Jun. 30, 2019		111,932,491	111,932,491
Ending balance at Jun. 30, 2019		$ 2,247	$ 1	$ 2,357	$ (33)	$ (78)	$ 0
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019 (b) See discussion in Note 3 - Business Acquisitions
[2]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019

CONSOLIDATED AND COMBINED STA_4

CONSOLIDATED AND COMBINED STATEMENT OF CASH FLOWS (UNAUDITED) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019		Jun. 30, 2018
Cash flows from operating activities:
Net income (loss)	$ (23)	[1]	$ 59
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Depreciation and amortization	81		32
Share-based compensation	25		4
Provision (benefit) for deferred income taxes	(9)		2
Gain on affiliate investment	(11)		0
Equity in earnings of affiliates	0		(1)
Amortization of debt issuance costs	3		0
Changes in operating assets and liabilities, net of acquisitions:
Accounts receivable, net	(13)		(42)
Inventory, net	21		37
Other assets and liabilities	(77)		(64)
Accounts payable and accrued expenses	6		21
Net cash provided by operating activities	3		48
Cash flows from investing activities:
Purchases of fixed assets	(21)		(13)
Payments related to equity investments and business acquisitions, net of cash acquired	(25)		(5)
Proceeds from sale of fixed assets	1		0
Net cash used in investing activities	(45)		(18)
Cash flows from financing activities:
Proceeds from issuance of debt	1,220		0
Principal payments of debt	(43)		0
Debt issuance costs	(24)		0
Dividend paid to Henry Schein	(1,174)		0
Issuance of common shares in connection with options	3		0
Net transfers from parent	165		351
Distributions to non-controlling shareholders	0		(8)
Acquisitions of non-controlling interests in subsidiaries	(74)		(368)
Net cash provided by (used in) financing activities	73		(25)
Effect of exchange rate changes on cash and cash equivalents	1		(1)
Net change in cash and cash equivalents	32		4
Cash and cash equivalents, beginning of period	23		17
Cash and cash equivalents, end of period	55		21
Supplemental disclosures of cash flows information:
Interest	22		0
Income taxes	$ 10		$ 7
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019 (b) See discussion in Note 3 - Business Acquisitions

Business Overview and Significa

Business Overview and Significant Accounting Policies	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Business Overview and Significant Accounting Policies	Business Overview and Significant Accounting Policies Business Covetrus, Inc. (“Covetrus,” “Company,” “we,” “our,” “us,” or “ourselves”) is a global animal health technology and services company dedicated to empowering veterinary practice partners to drive improved health and financial outcomes supporting the companion, equine, and large animal veterinary markets. On February 7, 2019, Henry Schein, Inc. (“Henry Schein”) completed the spin-off of its animal health business (the “Animal Health Business”) to us, transferring applicable assets, liabilities, and ownership interests (the “Separation”). Concurrently, we liquidated the investment of our sole shareholder, paying a cash dividend of $1.2 billion from loan proceeds and a $361 million share sale to institutional accredited investors (the “Share Sale”). The proceeds from the Share Sale were paid to us and distributed to Henry Schein (the “Distribution”). Subsequent to the Share Sale, Henry Schein distributed, on a pro rata basis, all of the shares of our common stock held by Henry Schein to its stockholders of record as of the close of business on January 17, 2019. We then acquired Direct Vet Marketing, Inc. (d/b/a Vets First Choice) (“Vets First Choice”) in an all-stock transaction (the “Acquisition”). Immediately following the Share Sale, Distribution, and Acquisition, on a fully diluted basis, (i) approximately 63% of our outstanding common stock was (a) owned by shareholders of Henry Schein and the Share Sale investors, and (b) in respect of certain equity awards held by certain employees of the Animal Health Business, and (ii) approximately 37% was (a) owned by shareholders of Vets First Choice, and (b) in respect of certain equity awards held by certain employees of Vets First Choice. On February 8, 2019, our common stock began regular-way trading under the symbol “CVET” on the Nasdaq Global Select Stock Market. Basis of Presentation The accompanying unaudited consolidated and combined financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying consolidated and combined financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial positions, and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These consolidated and combined financial statements should be read in conjunction with the audited combined financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2018. Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Changes in circumstances could cause actual results to differ materially from these estimates. The most significant estimates include our evaluation of doubtful accounts receivable, inventory reserves, customer returns, goodwill impairment, self-insurance reserves, supplier rebates, fair value of redeemable non-controlling interests, share-based compensation expense, purchase price allocations, and intangible assets acquired. Principles of Consolidation The accompanying unaudited consolidated and combined financial statements include the operations of the Company, as well as those of our wholly-owned and majority-owned subsidiaries from their respective dates of inception or acquisition. All significant intercompany transactions and balances are eliminated in consolidation. Investments in unconsolidated affiliates, which are greater than or equal to 20% and less than or equal to 50% owned or investments in unconsolidated affiliates of less than 20% in which we have the ability to influence the operating or financial decisions, are accounted for under the equity method. All 2018 information is presented on a combined basis. The unaudited combined financial statements have been derived from the consolidated financial statements and accounting records of Henry Schein.The unaudited combined financial statements reflect the combined historical results of operations, financial position, and cash flows of the Animal Health Business as they were historically accounted for in conformity with GAAP. The unaudited combined financial statements include the accounts of the Animal Health Business and its controlled subsidiaries. Investments in unconsolidated affiliates, which are greater than or equal to 20% and less than or equal to 50% owned or investments in unconsolidated affiliates of less than 20% in which the Animal Health Business had the ability to influence the operating or financial decisions, were accounted for under the equity method. All intracompany transactions have been eliminated. All intercompany transactions between the Animal Health Business and Henry Schein have been eliminated in these unaudited combined financial statements as such transactions were deemed to not have occurred between us and Henry Schein. The unaudited combined financial statements include expense allocations for: (i) certain corporate functions historically provided by Henry Schein, including accounting, legal, information services, planning, compliance, investor relations, administration and communication, and similar costs; (ii) employee benefits and incentives; and (iii) share-based compensation. These expenses have been allocated to the Animal Health Business on the basis of direct usage when identifiable, with the remainder allocated on a pro rata basis of net sales, headcount, or other measures of the Animal Health Business and Henry Schein. The Animal Health Business believes the bases on which the expenses have been allocated are a reasonable reflection of the utilization of services provided to, or the benefit received by, the Animal Health Business during the periods presented. The allocations may not, however, reflect the actual expenses that the Animal Health Business would have incurred as a stand-alone company for the periods presented. Actual costs that may have been incurred if the Animal Health Business had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees, and strategic decisions made in areas such as information technology and infrastructure. Following the Separation, these functions have been performed using our own resources or third-party service providers. For an interim period, however, some of these functions will continue to be provided by Henry Schein under transition services agreements, which are planned to extend for a period of up to 24 months following the closing of the Share Sale and Distribution. Fiscal Year During fiscal year 2018, we operated on a 52-53 week basis ending on the last Saturday of December. For fiscal year 2019, we adopted a last day of the calendar year accounting and operating cycle. We made this change on a prospective basis and did not adjust operating results for periods prior to 2019 as the result was not material. Accounting Pronouncements Adopted On January 1, 2019, we adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842)”, which introduces the balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. We adopted the new lease standard using the new transition option issued under the amendments in ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements”, which allowed us to continue to apply the legacy guidance in Accounting Standards Codification (“ASC”) 840, “Leases”, in the comparative periods presented in the year of adoption. We elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. We made an accounting policy election to keep leases with an initial term of 12 months or less off of the balance sheet. We will recognize those lease payments in the Consolidated Statements of Operations on a straight-line basis over the lease term. The impact of the adoption was an increase to our operating lease assets and liabilities on January 1, 2019 of $67 million . The initial recognition of the right-of-use asset and lease liability represented a non-cash activity. See Note 12 - Leases for further information. On January 1, 2019, we adopted FASB ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350)” (“ASU 2017-04”). ASU 2017-04 eliminates step two from the goodwill impairment test, thereby eliminating the requirement to calculate the implied fair value of a reporting unit. ASU 2017-04 will require us to perform an annual goodwill impairment test by comparing the fair value of the reporting units to the carrying value of those units. If the carrying value exceeds the fair value, we will be required to recognize an impairment charge; however, the impairment charge should not exceed the amount of goodwill allocated to such reporting unit. The adoption did not have a material impact on our consolidated financial statements and related disclosures. On January 1, 2019, we adopted FASB ASU No. 2018-02, “Treatment of Stranded Tax Effects in Accumulated Other Comprehensive Income Resulting From the Tax Cuts and Jobs Act of 2017”, which allows the reclassification from accumulated comprehensive income to retained earnings of the income tax effects resulting from the Tax Act. The adoption did not have a material impact on our consolidated financial statements and related disclosures. On January 1, 2019, we adopted FASB ASU No. 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018-07”), which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees. The adoption did not have a material impact on our consolidated financial statements and related disclosures. Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”), which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this ASU. ASU 2018-15 is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our consolidated financial statements and related disclosures.

Revenue from Contracts with Cus

Revenue from Contracts with Customers	6 Months Ended
	Jun. 30, 2019
Revenue from Contract with Customer [Abstract]
Revenue from Contracts with Customers	Revenue from Contracts with Customers Disaggregation of Revenue The following table disaggregates our revenue by segment: Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 North America $ 552 $ 520 $ 1,049 $ 1,001 Europe 370 390 731 761 APAC & Emerging Markets 90 98 176 196 Eliminations (3 ) (3 ) (6 ) (6 ) Total $ 1,009 $ 1,005 $ 1,950 $ 1,952 Contract Balances Contract balances represent amounts presented in the consolidated and combined balance sheets when either we have transferred goods or services to the customer or the customer has paid consideration to us under the contract. These contract balances include accounts receivable, contract assets, and contract liabilities. Accounts Receivable The carrying amount of accounts receivable is reduced by an allowance that reflects our best estimate of the amounts that will not be collected. In addition to reviewing delinquent accounts receivable, we consider many factors in estimating our allowance for doubtful accounts including historical data, experience, customer types, credit-worthiness, and economic trends. From time to time, we adjust our assumptions for anticipated changes in any of these or other factors expected to affect collectability. Contract Assets Contract assets include amounts related to any conditional right to consideration for work completed but not billed as of the reporting date and generally represent amounts owed to us by customers, but not yet billed. Contract assets are transferred to Accounts receivable when the right becomes unconditional. Current contract assets are included in Prepaid expenses and other; and non-current contract assets are included in Investments and other within the consolidated and combined balance sheets. The contract assets primarily relate to the bundled arrangements for the sale of equipment and consumables and sales of term software licenses. Current and non-current contract asset balances as of June 30, 2019 and December 29, 2018 were not material. Contract Liabilities Contract liabilities are comprised of advance payments and deferred revenue amounts. Contract liabilities are transferred to revenue once the performance obligation has been satisfied. Current contract liabilities are included in Accrued expenses-other and non-current contract liabilities are included in Other liabilities within the consolidated and combined balance sheets. The contract liabilities primarily relate to advance payments from customers and upfront payments for service arrangements provided over time. At June 30, 2019 and December 29, 2018 , the current portion of contract liabilities of $17 million and $18 million , respectively, was reported in Accrued expenses-other. Amounts related to non-current contract liabilities were not material. Performance Obligations Estimated future revenues expected to be generated from long-term contracts with unsatisfied performance obligations as of June 30, 2019 were not material.

Business Acquisitions

Business Acquisitions	6 Months Ended
	Jun. 30, 2019
Business Combinations [Abstract]
Business Acquisitions	Business Acquisitions Vets First Choice On February 7, 2019, we acquired Vets First Choice. See Note 1 - Business Overview and Significant Accounting Policies for further information. During the three and six months ended June 30, 2019, we recorded a measurement period adjustment, which was made to reflect the facts and circumstances in existence as of the acquisition date. This adjustment reflects a reduction to the purchase price of $30 million , offset by a corresponding decrease to goodwill. This measurement period adjustment relates to the expected cancellation of approximately 700,000 Covetrus shares issued to Vets First Choice shareholders that are held in escrow. The estimated consideration and fair value in the tables below have been updated to reflect this measurement period adjustment. The acquisition date fair value of the consideration transferred consisted of the following: (In millions, except per share data) Estimated Consideration Total Covetrus shares issued to Vets First Choice shareholders (a) 39,041,070 Per share price (in actuals) (b) $ 43.05 Total fair value of shares issued to Vets First Choice shareholders $ 1,681 Fair value of Vets First Choice replacement stock option awards attributable to pre-acquisition service 62 Vets First Choice debt repaid at close 24 Vets First Choice expenses paid at close 18 Less: Vets First Choice cash used to fund transaction (9 ) Total consideration $ 1,776 (a) Amount reflects shares expected to be canceled (b) Closing price on February 7, 2019, Covetrus shares trading on a when-issued basis (Nasdaq: CVET) The purchase price was allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed: (In millions) Estimated Fair Value Fair value of net assets acquired $ 14 Goodwill 1,328 Intangible assets 545 Deferred tax liabilities (111 ) Total acquisition cost $ 1,776 The size of the Acquisition necessitates use of the one year measurement period to adequately analyze all the factors used in establishing the asset and liability fair values as of the acquisition date, including, but not limited to intangible assets and deferred tax liabilities. We determined the estimated fair value of the identifiable intangible assets after review and consideration of relevant information including discounted cash flow analysis, market data, and management’s estimates. We engaged an independent valuation firm to assist in determining the fair value of the acquired intangible assets. The value attributed to the other identifiable intangible assets included $20 million in trademarks and trade names, $50 million in product formulas, $125 million in customer relationships, and $350 million in developed technologies. These intangible assets are being amortized over a weighted average period of seven years . The goodwill from this transaction arose as a result of our expected ability to leverage existing and new marketing opportunities across a larger revenue base. The goodwill from this transaction is not deductible for tax purposes. The following unaudited pro forma financial information presents the results of operations for the three and six months ended June 30, 2019 and 2018 , as if the Acquisition had occurred as of December 31, 2017. The unaudited pro forma results reflect certain adjustments for items that are not expected to have a continuing impact, such as adjustments for transaction costs incurred, management fees, and purchase accounting. The information presented below has been prepared for comparative purposes only and does not purport to be indicative of either future results of operations or the results of operations that would have actually occurred had the Acquisition been consummated on December 31, 2017: Three Months Ended June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Net sales $ 1,009 $ 1,056 $ 1,974 $ 2,048 Net loss (10 ) (7 ) (33 ) (20 ) Net loss attributable to Covetrus (10 ) (7 ) (33 ) (20 ) Loss per common share: Basic $ (0.09 ) $ (0.10 ) $ (0.32 ) $ (0.28 ) Diluted $ (0.09 ) $ (0.10 ) $ (0.32 ) $ (0.28 ) Maravet On April 24, 2019 , we acquired the remaining 50% equity interest in Maravet, an animal health distributor in Romania, for $26 million , which is included in Accrued expenses-other within the consolidated balance sheet. We recognized a gain of $11 million on our previously held equity investment and have preliminarily ascribed $26 million to goodwill and $22 million to identifiable intangible assets based upon estimated fair values at the acquisition date. The purchase price allocation is preliminary and subject to change during the measurement period. The goodwill from this transaction is not deductible for tax purposes.

Earnings Per Share

Earnings Per Share	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Earnings Per Share	Earnings Per Share On February 7, 2019, Henry Schein distributed approximately 71 million shares of Covetrus common stock to its shareholders. The computation of basic earnings per common share (“EPS”) for periods prior to the Separation was calculated using the shares distributed by Henry Schein on February 7, 2019. The weighted average number of shares outstanding for diluted EPS for the periods prior to the Separation also include approximately 1 million of diluted common share equivalents for restricted stock and restricted stock units as these share-based awards were previously issued by Henry Schein and outstanding at the time of the Separation and were assumed by Covetrus following the Separation. Basic earnings per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding during the period. In addition, the shares of common stock issuable pursuant to restricted stock awards, restricted stock units, and stock options outstanding under our 2019 Omnibus Incentive Compensation Plan (the “Plan”) are included in the diluted EPS calculation to the extent they are dilutive. The following is a reconciliation of the numerator and denominator of the basic and diluted EPS computation for net income (loss) per share: Three Months Ended June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Numerator: Net income (loss) attributable to Covetrus $ (10 ) $ 29 $ (23 ) $ 51 Denominator: Basic Weighted average common shares outstanding 112 71 103 71 Diluted shares Effect of dilutive shares (a) — 1 — 1 Diluted shares 112 72 103 72 Basic earnings (loss) per share $ (0.09 ) $ 0.40 $ (0.22 ) $ 0.72 Diluted earnings (loss) per share $ (0.09 ) $ 0.40 $ (0.22 ) $ 0.72 (a) Shares from share-based awards are not included for periods in which a net loss occurs because to do so would be anti-dilutive

Goodwill

Goodwill	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Goodwill The change in the Goodwill balances by segment for the six months ended June 30, 2019 and for the year ended December 29, 2018 are as follows: (In millions) North America (a) Europe APAC & Emerging Markets Total Balance at December 29, 2018 $ 529 $ 172 $ 49 $ 750 Foreign currency translation — (2 ) — (2 ) Goodwill additions 1,284 54 16 1,354 Balance at June 30, 2019 $ 1,813 $ 224 $ 65 $ 2,102 (a) Includes goodwill adjustment of $30 million related to Vets First Choice - see Note 3 - Business Acquisitions (In millions) North America (b) Europe (b) APAC & Emerging Markets (b) Total Balance at December 30, 2017 $ 528 $ 182 $ 50 $ 760 Foreign currency translation (1 ) (11 ) (1 ) (13 ) Goodwill additions 2 1 — 3 Balance at December 29, 2018 $ 529 $ 172 $ 49 $ 750 (b) Recast to conform to 2019 presentation During the first quarter of 2019, in connection with the Separation and the Acquisition, we made significant changes to our organizational and reporting structure. With these changes, we revised our reportable segments. Goodwill was reallocated to the new reporting segments, and as a result, an impairment assessment was performed. There were no goodwill impairment losses recorded during the six months ended June 30, 2019 or the full year of 2018, and we have no accumulated impairment losses. For further information regarding the segment change, see Note 13 - Segment Data.

Fair Value

Fair Value	6 Months Ended
	Jun. 30, 2019
Fair Value Disclosures [Abstract]
Fair Value	Fair Value GAAP defines fair value as the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy that distinguishes between (i) market participant assumptions developed based on market data obtained from independent sources (observable inputs), and (ii) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). We have certain financial assets and liabilities that are not measured at fair value in our consolidated and combined balance sheets but for which we disclose the fair value. Except for Redeemable non-controlling interests, we have no balance sheet items that are measured at fair value on a recurring basis. The fair value disclosures of these assets and liabilities are based on a three-level hierarchy, which is defined as follows: • Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date. • Level 2 Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly for indirectly. Level 2 inputs include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are derived principally from or corroborated by observable market data by correlation or other means. • Level 3 Inputs that are unobservable for the asset or liability. The following section describes the valuation methodologies that we used to measure different financial instruments at fair value : Financial assets and liabilities The carrying amounts reported on the consolidated and combined balance sheets for Cash and cash equivalents, Accounts receivable, Other receivables, Accounts payable, and other current liabilities approximate their fair value due to the short maturity of those instruments. Investments in affiliates There are no quoted market prices available for investments in affiliates; however, we believe the carrying amounts are a reasonable estimate of fair value. Long-term debt Our long-term debt is classified as a Level 2 instrument. The carrying amount of the term loan (see Note 11 - Debt) approximates fair value given its recent issuance and the underlying interest rate applied to such amounts outstanding is currently reset to market rate on a monthly basis. Derivative contracts As of June 30, 2019 , we had no outstanding derivative contracts. For the year ended December 29, 2018, we had derivative contracts which were deemed to be immaterial. See Note 15 - Subsequent Events for further details on derivatives. Redeemable non-controlling interests Some minority equity owners in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities at fair value based on third-party valuations. The primary factor affecting the fair value of redeemable non-controlling interests is expected earnings. If such earnings are not achieved, the value of the redeemable non-controlling interests might be impacted. The non-controlling interests subject to put options are adjusted to their estimated redemption amounts each reporting period with a corresponding adjustment to Additional paid-in capital. Reductions in the carrying amounts are subject to a “floor” amount that is equal to the fair value of the redeemable non-controlling interests at the time they were originally recorded. The recorded value of the redeemable non-controlling interests cannot go below the floor level. Redeemable non-controlling interests are classified as Level 3 instruments. See Note 7 - Redeemable Non-controlling Interests for further details on the changes in redeemable non-controlling interests. There were no transfers between levels within the fair value hierarchy and no changes in valuation techniques during the three and six months ended June 30, 2019 .

Redeemable Non-controlling Inte

Redeemable Non-controlling Interests	6 Months Ended
	Jun. 30, 2019
Noncontrolling Interest [Abstract]
Redeemable Non-controlling Interests	Redeemable Non-controlling Interests Some minority equity owners in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities at fair value. ASC 480, “Distinguishing Liabilities from Equity”, is applicable for non-controlling interests where we are, or may be, required to purchase all or a portion of the outstanding interest in a subsidiary from the non-controlling interest holder under the terms of a put option contained in contractual agreements. The components of the change in redeemable non-controlling interests for the six months ended June 30, 2019 and the year ended December 29, 2018 are presented in the following table: June 30, December 29, (In millions) 2019 2018 Balance at beginning of period $ 92 $ 367 Decrease in redeemable non-controlling interests due to redemptions (74 ) (383 ) Increase in redeemable non-controlling interests due to business acquisitions — 6 Net income attributable to redeemable non-controlling interests — 7 Dividends paid — (10 ) Effect of foreign currency translation gain (loss) attributable to redeemable non-controlling interests 1 (2 ) Change in fair value of redeemable non-controlling interests (6 ) 107 Balance at end of period $ 13 $ 92

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies We are involved in various legal proceedings that arise in the ordinary course of business. Substantial judgment is required in predicting the outcome of these legal proceedings, many of which take years to adjudicate. We accrue estimated costs for a contingency when we believe that a loss is probable and can be reasonably estimated. We do not believe it is reasonably possible that these existing loss contingencies, individually or in the aggregate, would have a material adverse affect on our financial position, results of operations, or liquidity. No material accrued loss contingencies were recorded as of June 30, 2019 .

Accumulated Other Comprehensive

Accumulated Other Comprehensive Income (Loss)	6 Months Ended
	Jun. 30, 2019
Equity [Abstract]
Accumulated Other Comprehensive Income (Loss)	Accumulated Other Comprehensive Income (Loss) Comprehensive income (loss) includes certain gains and losses that are excluded from net income (loss) under GAAP, as such amounts are recorded directly as an adjustment to total equity. Our comprehensive income (loss) is primarily comprised of net income (loss), foreign currency translation gain (loss), and pension adjustment gain. The following table presents accumulated other comprehensive loss, net of applicable taxes, as of: June 30, December 29, (In millions) 2019 2018 Attributable to redeemable non-controlling interests: Foreign currency translation adjustment $ 1 $ 1 Attributable to Covetrus: Foreign currency translation loss (79 ) (83 ) Pension adjustment gain 1 — Accumulated other comprehensive loss (78 ) (83 ) Total accumulated other comprehensive loss $ (77 ) $ (82 ) The following table presents the changes in accumulated other comprehensive income (loss) by component, as follows: Six Months Ended June 30, (In millions) 2019 2018 Net income (loss) $ (23 ) $ 59 Foreign currency translation gain (loss), net of tax 4 (26 ) Pension adjustment gain, net of tax 1 — Comprehensive income (loss) $ (18 ) $ 33 During the six months ended June 30, 2019 and 2018 , we recognized, as a component of comprehensive income (loss), a foreign currency translation gain of $4 million and a foreign currency translation loss of $26 million due to changes in foreign exchange rates during the periods. The consolidated and combined financial statements are reported in U.S. dollars. Fluctuations in the value of foreign currencies as compared to U.S. dollars may have a significant impact on comprehensive income (loss). The following table presents the components of total comprehensive income (loss), net of applicable taxes, as follows: Six Months Ended June 30, (In millions) 2019 2018 Comprehensive income (loss) attributable to Covetrus $ (19 ) $ 27 Comprehensive loss attributable to redeemable non-controlling interests 1 6 Comprehensive income (loss) $ (18 ) $ 33

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2019
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes The provision for income taxes for the three months ended June 30, 2019 was an expense of $5 million on a loss before taxes of $5 million for a consolidated effective tax rate of (100.0)% . The provision for income taxes for the six months ended June 30, 2019 was an expense of $1 million on a loss before taxes of $22 million for a consolidated effective tax rate of (4.5)% . The provision for income taxes for the three months ended June 30, 2018 was an expense of $8 million on income before taxes of $38 million for a consolidated effective tax rate of 21.1% . The provision for income taxes for the six months ended June 30, 2018 was an expense of $14 million on income before taxes of $72 million for a consolidated effective tax rate of 19.4% . The difference between our effective tax rate and the federal statutory tax rate for the six months ended June 30, 2019 and 2018 primarily relates to non-deductible stock compensation expense and the federal tax impact of international operations included as Global Intangible Low-Taxed Income (“GILTI”) and limitations on the ability to utilize associated foreign tax credits.

Debt

Debt	6 Months Ended
	Jun. 30, 2019
Debt Disclosure [Abstract]
Debt	Debt On February 7, 2019, we entered into a $1.5 billion syndicated credit agreement with a five year term (the “Credit Facility”). The Credit Facility includes a $1.2 billion term loan, which was primarily used to pay a dividend to Henry Schein, and a $300 million revolving line of credit for working capital and general corporate purposes that includes up to $35 million for the issuance of letters of credit. Subject to certain conditions, we may borrow at least an additional $265 million . We paid approximately $24 million of debt issuance costs, which we deferred and amortize on an effective yield basis to interest expense. We issued approximately $28 million in letters of credit, reducing the borrowing capacity of the revolving line of credit to $272 million at June 30, 2019. There were no borrowings from the revolving line of credit as of June 30, 2019 . The term loan and revolving line of credit bear interest on a floating rate basis at our option and incur fees as follows: • LIBOR (ranging from 1 month to 12 months) subject to a floor of 0.00% – plus a margin ranging from 1.25% to 2.25% per annum based on our leverage ratio at the end of the prior quarter. • Alternative base rate subject to a floor of 1.00% – plus a margin ranging from 0.25% to 1.25% per annum based on our leverage ratio at the end of the prior quarter. • Unused capacity under the revolving line of credit loan incurs a fee ranging from 0.175% to 0.350% per annum based on our leverage ratio at the end of the prior quarter. • Additionally, customary letter of credit fees, as well as fronting fees, are incurred for letters of credit outstanding. Through June 30, 2019 , the spreads on LIBOR and alternative base rate borrowings were held constant at 2.00% and 1.00% , respectively, for both the term loan and revolving line of credit. The commitment fee for the revolving line of credit was held constant at 0.30% . Starting March 31, 2020, the term loan amortizes in quarterly installments equal to 5.00% per annum of the initial borrowed amount and requires full payment at maturity of all amounts owed. No amortizing payments are required for the revolving line of credit, however all amounts owed are due at maturity. We have the option to prepay both the term loan and revolving line of credit without penalty, subject to certain conditions. Mandatory prepayments are required in an amount equal to the net cash proceeds of (i) certain assets sales, (ii) certain debt offerings, and (iii) certain insurance recovery and condemnation events. In addition, if the aggregate balance of loans outstanding exceeds the lender's commitments made to the revolving line of credit at any time, then the amount of such excess is required to be prepaid. The Credit Facility limits or restricts our ability to: incur additional indebtedness; make dividends and other restricted payments; incur additional liens; consolidate, merge, sell, or otherwise dispose of all or substantially all assets; make investments; transfer or sell assets; enter into restrictive agreements; change the nature of the business; and enter into certain transactions with affiliates. Starting April 1, 2019, we were required to maintain a leverage ratio of less than 5.50 :1.00. The leverage ratio covenant decreases annually, down to 3.75 :1.00 in 2022. We must also maintain a net interest coverage ratio of no less than 3.00 :1.00 at the end of each quarter. We were in compliance with all financial covenants as of and for the period ended June 30, 2019 . The Credit Facility is guaranteed by Covetrus, the subsidiary borrower, and its subsidiary guarantors. We have pledged substantially all tangible and intangible assets, as well as our ownership interests in certain subsidiary companies, in support of the Credit Facility. As of June 30, 2019 , we had total debt of $1.2 billion , offset by $21 million of unamortized deferred debt issuance costs. For the three and six months ended June 30, we recognized $15 million and $26 million , respectively, in interest expense.

Leases

Leases	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Leases	Leases We have office space, warehouse facilities, vehicles, and equipment under non-cancelable operating leases with third parties. The leases have remaining lease terms of one year to eight years . Leases with an initial term of 12 months or less are not recognized on the balance sheet. We recognize lease expense for these leases on a straight-line basis over the lease term. For purposes of calculating operating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Rent expense charged to operations under operating leases during the three and six months ended June 30, 2019 was $6 million and $12 million , respectively. Variable rent and short-term lease expenses were not material. The following table presents the lease balances within the consolidated balance sheet and other supplemental information related to our leases as of June 30, 2019 : (In millions, except lease terms and discount rates) June 30, 2019 Operating Leases: Operating lease right-of-use assets, net $ 60 Accrued expenses, other $ 20 Other liabilities 42 Total operating lease liabilities $ 62 Finance Leases: Property and equipment, net $ 1 Current maturities of long-term debt and other borrowings $ — Long-term debt and other borrowings, net 1 Total finance lease liabilities $ 1 Weighted-average remaining lease term: Operating leases 4.1 years Finance leases 3.1 years Weighted-average discount rate: Operating leases 3.6 % Finance leases 10.1 % Supplemental cash flow information related to leases was as follows: Three Months Ended Six Months Ended (In millions) June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 6 $ 12 Right-of-use assets obtained in exchange for new operating lease liabilities $ 4 $ 71 Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ 1 The following table presents the maturity of our operating lease liabilities as of June 30, 2019 : (In millions) Operating Leases 2019 (remaining 6 months) $ 12 2020 19 2021 14 2022 9 2023 5 Thereafter 8 Total minimum lease payments 67 Less: amount representing interest (5 ) Present value of net minimum lease payments 62 Less: current portion of operating lease obligation (20 ) Long-term operating lease obligation $ 42 As of June 30, 2019 , we had additional operating leases which have not yet commenced, related to our new corporate headquarters and pharmacy of $128 million . These operating leases are expected to commence in fiscal year 2020 with lease terms of 13 to 20 years .

Segment Data

Segment Data	6 Months Ended
	Jun. 30, 2019
Segment Reporting [Abstract]
Segment Data	Segment Data In connection with the Separation and the Acquisition, we made significant changes to our organizational management and reporting structure. As a result, we revised our reportable segments to reflect how the chief operating decision maker (the chief executive officer) (the “CODM”) currently reviews financial information and makes operating decisions. This resulted in a change in the operating segments from (i) supply chain, and (ii) technology and value-added services to (i) North America, (ii) Europe, and (iii) APAC & Emerging Markets. While the historical business was focused on driving growth through specific product and service offerings to its customers, the Separation and the Acquisition allowed for the integration of the different products and service offerings, along with prescription management, data analytics, and insights through veterinary practice management software, into one multi-channel veterinary platform. We will focus on delivering the integrated platform of products and services to our customers on a geographical basis. During the three months ended June 30, 2019, our CODM began evaluating segment profit (loss) solely based on adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”). In the prior period, our CODM was using both operating income and Adjusted EBITDA for measurement purposes, thus operating income was presented as it most closely reflected the measurement principle applied to our consolidated and combined financial statements. We do not allocate to our segments certain items managed at the corporate level. All intersegment balances and transactions have been eliminated in consolidation. The following tables reflects the segment recast for the prior-year period and reconciles Adjusted EBITDA for reportable segments to consolidated net income (loss): At and For the Three Months Ended June 30, 2019 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 552 $ 370 $ 90 $ — $ (3 ) $ 1,009 Adjusted EBITDA $ 43 $ 19 $ 4 $ (13 ) $ — $ 53 Total assets $ 3,265 $ 797 $ 191 $ 872 $ (935 ) $ 4,190 Reconciliation of Net Loss Attributable to Covetrus to Adjusted EBITDA: Net loss attributable to Covetrus $ (10 ) Plus: Depreciation and amortization 41 Plus: Interest expense, net 14 Plus: Income tax expense 5 Earnings before interest, taxes, depreciation, and amortization 50 Plus: Share-based compensation 10 Plus: Formation of Covetrus 6 Plus: IT infrastructure 2 Plus: Other (income) expense items (15 ) Adjusted EBITDA $ 53 At and For the Three Months Ended June 30, 2018 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 520 $ 390 $ 98 $ — $ (3 ) $ 1,005 Adjusted EBITDA $ 45 $ 22 $ 5 $ (10 ) $ — $ 62 Total assets $ 1,356 $ 681 $ 199 $ 14 $ (4 ) $ 2,246 Reconciliation of Net Income Attributable to Covetrus to Adjusted EBITDA: Net income attributable to Covetrus $ 29 Plus: Depreciation and amortization 16 Plus: Interest expense, net 1 Plus: Income tax expense 8 Earnings before interest, taxes, depreciation, and amortization 54 Plus: Share-based compensation 2 Plus: Restructuring costs 6 Adjusted EBITDA $ 62 For the Six Months Ended June 30, 2019 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,049 $ 731 $ 176 $ — $ (6 ) $ 1,950 Adjusted EBITDA $ 78 $ 35 $ 8 $ (15 ) $ — $ 106 Reconciliation of Net Loss Attributable to Covetrus to Adjusted EBITDA: Net loss attributable to Covetrus $ (23 ) Plus: Depreciation and amortization 71 Plus: Interest expense, net 25 Plus: Income tax expense 1 Earnings before interest, taxes, depreciation, and amortization 74 Plus: Share-based compensation 25 Plus: Formation of Covetrus 15 Plus: Carve-out operating expenses 5 Plus: IT infrastructure 2 Plus: Other (income) expense items (15 ) Adjusted EBITDA 106 For the Six Months Ended June 30, 2018 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,001 $ 761 $ 196 $ — $ (6 ) $ 1,952 Adjusted EBITDA $ 79 $ 39 $ 10 $ (18 ) $ — $ 110 Reconciliation of Net Income Attributable to Covetrus to Adjusted EBITDA: Net income attributable to Covetrus $ 51 Plus: Depreciation and amortization 33 Plus: Interest expense, net 1 Plus: Income tax expense 14 Earnings before interest, taxes, depreciation, and amortization 99 Plus: Share-based compensation 4 Plus: Restructuring costs 7 Adjusted EBITDA $ 110

Share-Based Compensation

Share-Based Compensation	6 Months Ended
	Jun. 30, 2019
Share-based Payment Arrangement, Disclosure [Abstract]
Share-Based Compensation	Share-Based Compensation In connection with the Separation and the Acquisition, all outstanding restricted stock awards, restricted stock units, and stock options were exchanged for economically equivalent awards of Covetrus. Restricted stock awards and restricted stock units of 327,447 and stock options of 3,914,694 were issued in connection with the exchange. We issue options to purchase common stock, shares of restricted stock, and restricted stock units under the Plan. The Plan provides for the grant of incentive stock options, non-qualified stock options, stock awards, stock units, stock appreciation rights, other share-based awards, and cash awards. Awards issued under the Plan may not have a term greater than 10 years from the date of grant and generally vest ratably over a three -year period. We utilize the Black-Scholes option pricing model to determine the fair value of options granted and have elected the accrual method for recognizing compensation costs. The determination of the fair value of share-based payment awards utilizing the Black-Scholes model is affected by the share price and a number of assumptions, including expected volatility, expected life, risk-free interest rate, and expected dividends. During the three and six months ended June 30, 2019 , we granted 713,389 and 1,089,672 , respectively, of restricted stock awards and restricted stock units, and 201,648 and 980,954 , respectively, of stock options with a weighted average fair value of $10.47 and $12.24 per share, respectively, determined using the Black-Scholes option pricing model. For the three and six months ended June 30, 2019 , we recorded share-based compensation expense of $10 million and $25 million , respectively, in connection with share-based payment awards.

Subsequent Events Subsequent Ev

Subsequent Events Subsequent Events	6 Months Ended
	Jun. 30, 2019
Subsequent Events [Abstract]
Subsequent Events	Subsequent Events To manage interest rate risk, in July and early August 2019 we executed interest rate swap contracts with notional amounts aggregating $500 million that are designated as cash flow hedges. We entered into these interest rate swap contracts to adjust the amount of our total debt that is subject to variable interest rates by effectively fixing the borrowing rates on floating rate debt. Our interest rate swap contracts mature in July 2021. In accordance with the agreements between Henry Schein and us governing the Distribution, on July 16, 2019, we and Henry Schein agreed upon the post-closing adjustment as provided for in such agreements, and on July 23, 2019, we paid an additional $40 million to Henry Schein. We recorded the $40 million in Accounts payable as of June 30, 2019. This represents the repayment of $19 million in additional working capital Henry Schein provided us in February 2019 and a $21 million reduction in Additional paid-in capital representing an adjustment to the $1.1 billion dividend paid in February 2019.

Business Overview and Signifi_2

Business Overview and Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Business	Business Covetrus, Inc. (“Covetrus,” “Company,” “we,” “our,” “us,” or “ourselves”) is a global animal health technology and services company dedicated to empowering veterinary practice partners to drive improved health and financial outcomes supporting the companion, equine, and large animal veterinary markets. On February 7, 2019, Henry Schein, Inc. (“Henry Schein”) completed the spin-off of its animal health business (the “Animal Health Business”) to us, transferring applicable assets, liabilities, and ownership interests (the “Separation”). Concurrently, we liquidated the investment of our sole shareholder, paying a cash dividend of $1.2 billion from loan proceeds and a $361 million share sale to institutional accredited investors (the “Share Sale”). The proceeds from the Share Sale were paid to us and distributed to Henry Schein (the “Distribution”). Subsequent to the Share Sale, Henry Schein distributed, on a pro rata basis, all of the shares of our common stock held by Henry Schein to its stockholders of record as of the close of business on January 17, 2019. We then acquired Direct Vet Marketing, Inc. (d/b/a Vets First Choice) (“Vets First Choice”) in an all-stock transaction (the “Acquisition”). Immediately following the Share Sale, Distribution, and Acquisition, on a fully diluted basis, (i) approximately 63% of our outstanding common stock was (a) owned by shareholders of Henry Schein and the Share Sale investors, and (b) in respect of certain equity awards held by certain employees of the Animal Health Business, and (ii) approximately 37% was (a) owned by shareholders of Vets First Choice, and (b) in respect of certain equity awards held by certain employees of Vets First Choice. On February 8, 2019, our common stock began regular-way trading under the symbol “CVET” on the Nasdaq Global Select Stock Market.
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated and combined financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the “SEC”) regarding interim financial reporting. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. The accompanying consolidated and combined financial statements include all adjustments, which consist of normal recurring adjustments and transactions or events discretely impacting the interim periods, considered necessary by management to fairly state our results of operations, financial positions, and cash flows. The operating results for interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. These consolidated and combined financial statements should be read in conjunction with the audited combined financial statements and notes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 29, 2018.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the amounts reported and disclosed in the financial statements and accompanying notes. Changes in circumstances could cause actual results to differ materially from these estimates. The most significant estimates include our evaluation of doubtful accounts receivable, inventory reserves, customer returns, goodwill impairment, self-insurance reserves, supplier rebates, fair value of redeemable non-controlling interests, share-based compensation expense, purchase price allocations, and intangible assets acquired.
Principles of Consolidation	Principles of Consolidation The accompanying unaudited consolidated and combined financial statements include the operations of the Company, as well as those of our wholly-owned and majority-owned subsidiaries from their respective dates of inception or acquisition. All significant intercompany transactions and balances are eliminated in consolidation. Investments in unconsolidated affiliates, which are greater than or equal to 20% and less than or equal to 50% owned or investments in unconsolidated affiliates of less than 20% in which we have the ability to influence the operating or financial decisions, are accounted for under the equity method. All 2018 information is presented on a combined basis. The unaudited combined financial statements have been derived from the consolidated financial statements and accounting records of Henry Schein.The unaudited combined financial statements reflect the combined historical results of operations, financial position, and cash flows of the Animal Health Business as they were historically accounted for in conformity with GAAP. The unaudited combined financial statements include the accounts of the Animal Health Business and its controlled subsidiaries. Investments in unconsolidated affiliates, which are greater than or equal to 20% and less than or equal to 50% owned or investments in unconsolidated affiliates of less than 20% in which the Animal Health Business had the ability to influence the operating or financial decisions, were accounted for under the equity method. All intracompany transactions have been eliminated. All intercompany transactions between the Animal Health Business and Henry Schein have been eliminated in these unaudited combined financial statements as such transactions were deemed to not have occurred between us and Henry Schein. The unaudited combined financial statements include expense allocations for: (i) certain corporate functions historically provided by Henry Schein, including accounting, legal, information services, planning, compliance, investor relations, administration and communication, and similar costs; (ii) employee benefits and incentives; and (iii) share-based compensation. These expenses have been allocated to the Animal Health Business on the basis of direct usage when identifiable, with the remainder allocated on a pro rata basis of net sales, headcount, or other measures of the Animal Health Business and Henry Schein. The Animal Health Business believes the bases on which the expenses have been allocated are a reasonable reflection of the utilization of services provided to, or the benefit received by, the Animal Health Business during the periods presented. The allocations may not, however, reflect the actual expenses that the Animal Health Business would have incurred as a stand-alone company for the periods presented. Actual costs that may have been incurred if the Animal Health Business had been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions were outsourced or performed by employees, and strategic decisions made in areas such as information technology and infrastructure. Following the Separation, these functions have been performed using our own resources or third-party service providers. For an interim period, however, some of these functions will continue to be provided by Henry Schein under transition services agreements, which are planned to extend for a period of up to 24 months following the closing of the Share Sale and Distribution.
Fiscal Year	Fiscal Year During fiscal year 2018, we operated on a 52-53 week basis ending on the last Saturday of December. For fiscal year 2019, we adopted a last day of the calendar year accounting and operating cycle. We made this change on a prospective basis and did not adjust operating results for periods prior to 2019 as the result was not material.
Accounting Pronouncements Adopted and Recently Issued Accounting Standards	Accounting Pronouncements Adopted On January 1, 2019, we adopted the Financial Accounting Standards Board (“FASB”) Accounting Standards Update (“ASU”) No. 2016-02, “Leases (Topic 842)”, which introduces the balance sheet recognition of lease assets and lease liabilities by lessees for those leases classified as operating leases under previous guidance. We adopted the new lease standard using the new transition option issued under the amendments in ASU No. 2018-11, “Leases (Topic 842): Targeted Improvements”, which allowed us to continue to apply the legacy guidance in Accounting Standards Codification (“ASC”) 840, “Leases”, in the comparative periods presented in the year of adoption. We elected the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. We made an accounting policy election to keep leases with an initial term of 12 months or less off of the balance sheet. We will recognize those lease payments in the Consolidated Statements of Operations on a straight-line basis over the lease term. The impact of the adoption was an increase to our operating lease assets and liabilities on January 1, 2019 of $67 million . The initial recognition of the right-of-use asset and lease liability represented a non-cash activity. See Note 12 - Leases for further information. On January 1, 2019, we adopted FASB ASU No. 2017-04, “Intangibles—Goodwill and Other (Topic 350)” (“ASU 2017-04”). ASU 2017-04 eliminates step two from the goodwill impairment test, thereby eliminating the requirement to calculate the implied fair value of a reporting unit. ASU 2017-04 will require us to perform an annual goodwill impairment test by comparing the fair value of the reporting units to the carrying value of those units. If the carrying value exceeds the fair value, we will be required to recognize an impairment charge; however, the impairment charge should not exceed the amount of goodwill allocated to such reporting unit. The adoption did not have a material impact on our consolidated financial statements and related disclosures. On January 1, 2019, we adopted FASB ASU No. 2018-02, “Treatment of Stranded Tax Effects in Accumulated Other Comprehensive Income Resulting From the Tax Cuts and Jobs Act of 2017”, which allows the reclassification from accumulated comprehensive income to retained earnings of the income tax effects resulting from the Tax Act. The adoption did not have a material impact on our consolidated financial statements and related disclosures. On January 1, 2019, we adopted FASB ASU No. 2018-07, “Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting” (“ASU 2018-07”), which expands the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 simplifies the accounting for share-based payments to nonemployees by aligning it with the accounting for share-based payments to employees. The adoption did not have a material impact on our consolidated financial statements and related disclosures. Recently Issued Accounting Standards In August 2018, the FASB issued ASU No. 2018-15, “Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract” (“ASU 2018-15”), which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in this ASU. ASU 2018-15 is effective for public business entities for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of this pronouncement on our consolidated financial statements and related disclosures.
Contract Balances	Contract Balances Contract balances represent amounts presented in the consolidated and combined balance sheets when either we have transferred goods or services to the customer or the customer has paid consideration to us under the contract. These contract balances include accounts receivable, contract assets, and contract liabilities. Accounts Receivable The carrying amount of accounts receivable is reduced by an allowance that reflects our best estimate of the amounts that will not be collected. In addition to reviewing delinquent accounts receivable, we consider many factors in estimating our allowance for doubtful accounts including historical data, experience, customer types, credit-worthiness, and economic trends. From time to time, we adjust our assumptions for anticipated changes in any of these or other factors expected to affect collectability. Contract Assets Contract assets include amounts related to any conditional right to consideration for work completed but not billed as of the reporting date and generally represent amounts owed to us by customers, but not yet billed. Contract assets are transferred to Accounts receivable when the right becomes unconditional. Current contract assets are included in Prepaid expenses and other; and non-current contract assets are included in Investments and other within the consolidated and combined balance sheets. The contract assets primarily relate to the bundled arrangements for the sale of equipment and consumables and sales of term software licenses. Current and non-current contract asset balances as of June 30, 2019 and December 29, 2018 were not material. Contract Liabilities Contract liabilities are comprised of advance payments and deferred revenue amounts. Contract liabilities are transferred to revenue once the performance obligation has been satisfied. Current contract liabilities are included in Accrued expenses-other and non-current contract liabilities are included in Other liabilities within the consolidated and combined balance sheets. The contract liabilities primarily relate to advance payments from customers and upfront payments for service arrangements provided over time. At June 30, 2019 and December 29, 2018 , the current portion of contract liabilities of $17 million and $18 million , respectively, was reported in Accrued expenses-other. Amounts related to non-current contract liabilities were not material.
Fair Value	The following section describes the valuation methodologies that we used to measure different financial instruments at fair value : Financial assets and liabilities The carrying amounts reported on the consolidated and combined balance sheets for Cash and cash equivalents, Accounts receivable, Other receivables, Accounts payable, and other current liabilities approximate their fair value due to the short maturity of those instruments. Investments in affiliates There are no quoted market prices available for investments in affiliates; however, we believe the carrying amounts are a reasonable estimate of fair value. Long-term debt Our long-term debt is classified as a Level 2 instrument. The carrying amount of the term loan (see Note 11 - Debt) approximates fair value given its recent issuance and the underlying interest rate applied to such amounts outstanding is currently reset to market rate on a monthly basis. Derivative contracts As of June 30, 2019 , we had no outstanding derivative contracts. For the year ended December 29, 2018, we had derivative contracts which were deemed to be immaterial. See Note 15 - Subsequent Events for further details on derivatives. Redeemable non-controlling interests Some minority equity owners in certain of our subsidiaries have the right, at certain times, to require us to acquire their ownership interest in those entities at fair value based on third-party valuations. The primary factor affecting the fair value of redeemable non-controlling interests is expected earnings. If such earnings are not achieved, the value of the redeemable non-controlling interests might be impacted. The non-controlling interests subject to put options are adjusted to their estimated redemption amounts each reporting period with a corresponding adjustment to Additional paid-in capital. Reductions in the carrying amounts are subject to a “floor” amount that is equal to the fair value of the redeemable non-controlling interests at the time they were originally recorded. The recorded value of the redeemable non-controlling interests cannot go below the floor level. Redeemable non-controlling interests are classified as Level 3 instruments.

Revenue from Contracts with C_2

Revenue from Contracts with Customers (Tables)	6 Months Ended
	Jun. 30, 2019
Revenue from Contract with Customer [Abstract]
Disaggregation of Revenue	The following table disaggregates our revenue by segment: Three Months Ended June 30, Six Months Ended June 30, (In millions) 2019 2018 2019 2018 North America $ 552 $ 520 $ 1,049 $ 1,001 Europe 370 390 731 761 APAC & Emerging Markets 90 98 176 196 Eliminations (3 ) (3 ) (6 ) (6 ) Total $ 1,009 $ 1,005 $ 1,950 $ 1,952

Business Acquisitions (Tables)

Business Acquisitions (Tables)	6 Months Ended
	Jun. 30, 2019
Business Combinations [Abstract]
Schedule of Business Acquisitions, by Acquisition	The acquisition date fair value of the consideration transferred consisted of the following: (In millions, except per share data) Estimated Consideration Total Covetrus shares issued to Vets First Choice shareholders (a) 39,041,070 Per share price (in actuals) (b) $ 43.05 Total fair value of shares issued to Vets First Choice shareholders $ 1,681 Fair value of Vets First Choice replacement stock option awards attributable to pre-acquisition service 62 Vets First Choice debt repaid at close 24 Vets First Choice expenses paid at close 18 Less: Vets First Choice cash used to fund transaction (9 ) Total consideration $ 1,776 (a) Amount reflects shares expected to be canceled (b) Closing price on February 7, 2019, Covetrus shares trading on a when-issued basis (Nasdaq: CVET)
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed	The purchase price was allocated to the underlying assets acquired and liabilities assumed based upon their estimated fair values at the date of acquisition. The following table summarizes the allocation of the purchase price to the assets acquired and liabilities assumed: (In millions) Estimated Fair Value Fair value of net assets acquired $ 14 Goodwill 1,328 Intangible assets 545 Deferred tax liabilities (111 ) Total acquisition cost $ 1,776
Business Acquisition, Pro Forma Information	The following unaudited pro forma financial information presents the results of operations for the three and six months ended June 30, 2019 and 2018 , as if the Acquisition had occurred as of December 31, 2017. The unaudited pro forma results reflect certain adjustments for items that are not expected to have a continuing impact, such as adjustments for transaction costs incurred, management fees, and purchase accounting. The information presented below has been prepared for comparative purposes only and does not purport to be indicative of either future results of operations or the results of operations that would have actually occurred had the Acquisition been consummated on December 31, 2017: Three Months Ended June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Net sales $ 1,009 $ 1,056 $ 1,974 $ 2,048 Net loss (10 ) (7 ) (33 ) (20 ) Net loss attributable to Covetrus (10 ) (7 ) (33 ) (20 ) Loss per common share: Basic $ (0.09 ) $ (0.10 ) $ (0.32 ) $ (0.28 ) Diluted $ (0.09 ) $ (0.10 ) $ (0.32 ) $ (0.28 )

Earnings Per Share (Tables)

Earnings Per Share (Tables)	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Reconciliation of Basic Shares to Diluted Shares	The following is a reconciliation of the numerator and denominator of the basic and diluted EPS computation for net income (loss) per share: Three Months Ended June 30, Six Months Ended June 30, (In millions, except per share data) 2019 2018 2019 2018 Numerator: Net income (loss) attributable to Covetrus $ (10 ) $ 29 $ (23 ) $ 51 Denominator: Basic Weighted average common shares outstanding 112 71 103 71 Diluted shares Effect of dilutive shares (a) — 1 — 1 Diluted shares 112 72 103 72 Basic earnings (loss) per share $ (0.09 ) $ 0.40 $ (0.22 ) $ 0.72 Diluted earnings (loss) per share $ (0.09 ) $ 0.40 $ (0.22 ) $ 0.72 (a) Shares from share-based awards are not included for periods in which a net loss occurs because to do so would be anti-dilutive

Goodwill (Tables)

Goodwill (Tables)	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Goodwill	The change in the Goodwill balances by segment for the six months ended June 30, 2019 and for the year ended December 29, 2018 are as follows: (In millions) North America (a) Europe APAC & Emerging Markets Total Balance at December 29, 2018 $ 529 $ 172 $ 49 $ 750 Foreign currency translation — (2 ) — (2 ) Goodwill additions 1,284 54 16 1,354 Balance at June 30, 2019 $ 1,813 $ 224 $ 65 $ 2,102 (a) Includes goodwill adjustment of $30 million related to Vets First Choice - see Note 3 - Business Acquisitions (In millions) North America (b) Europe (b) APAC & Emerging Markets (b) Total Balance at December 30, 2017 $ 528 $ 182 $ 50 $ 760 Foreign currency translation (1 ) (11 ) (1 ) (13 ) Goodwill additions 2 1 — 3 Balance at December 29, 2018 $ 529 $ 172 $ 49 $ 750 (b) Recast to conform to 2019 presentation

Redeemable Non-controlling In_2

Redeemable Non-controlling Interests (Tables)	6 Months Ended
	Jun. 30, 2019
Noncontrolling Interest [Abstract]
Redeemable Non-controlling Interests	The components of the change in redeemable non-controlling interests for the six months ended June 30, 2019 and the year ended December 29, 2018 are presented in the following table: June 30, December 29, (In millions) 2019 2018 Balance at beginning of period $ 92 $ 367 Decrease in redeemable non-controlling interests due to redemptions (74 ) (383 ) Increase in redeemable non-controlling interests due to business acquisitions — 6 Net income attributable to redeemable non-controlling interests — 7 Dividends paid — (10 ) Effect of foreign currency translation gain (loss) attributable to redeemable non-controlling interests 1 (2 ) Change in fair value of redeemable non-controlling interests (6 ) 107 Balance at end of period $ 13 $ 92

Accumulated Other Comprehensi_2

Accumulated Other Comprehensive Income (Loss) (Tables)	6 Months Ended
	Jun. 30, 2019
Equity [Abstract]
Schedule of Accumulated Other Comprehensive Loss	The following table presents accumulated other comprehensive loss, net of applicable taxes, as of: June 30, December 29, (In millions) 2019 2018 Attributable to redeemable non-controlling interests: Foreign currency translation adjustment $ 1 $ 1 Attributable to Covetrus: Foreign currency translation loss (79 ) (83 ) Pension adjustment gain 1 — Accumulated other comprehensive loss (78 ) (83 ) Total accumulated other comprehensive loss $ (77 ) $ (82 ) The following table presents the changes in accumulated other comprehensive income (loss) by component, as follows: Six Months Ended June 30, (In millions) 2019 2018 Net income (loss) $ (23 ) $ 59 Foreign currency translation gain (loss), net of tax 4 (26 ) Pension adjustment gain, net of tax 1 — Comprehensive income (loss) $ (18 ) $ 33
Comprehensive Income	The following table presents the components of total comprehensive income (loss), net of applicable taxes, as follows: Six Months Ended June 30, (In millions) 2019 2018 Comprehensive income (loss) attributable to Covetrus $ (19 ) $ 27 Comprehensive loss attributable to redeemable non-controlling interests 1 6 Comprehensive income (loss) $ (18 ) $ 33

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2019
Leases [Abstract]
Supplemental Balance Sheet Information	The following table presents the lease balances within the consolidated balance sheet and other supplemental information related to our leases as of June 30, 2019 : (In millions, except lease terms and discount rates) June 30, 2019 Operating Leases: Operating lease right-of-use assets, net $ 60 Accrued expenses, other $ 20 Other liabilities 42 Total operating lease liabilities $ 62 Finance Leases: Property and equipment, net $ 1 Current maturities of long-term debt and other borrowings $ — Long-term debt and other borrowings, net 1 Total finance lease liabilities $ 1 Weighted-average remaining lease term: Operating leases 4.1 years Finance leases 3.1 years Weighted-average discount rate: Operating leases 3.6 % Finance leases 10.1 %
Schedule of Supplemental Cash Flow Information Related to Leases	Supplemental cash flow information related to leases was as follows: Three Months Ended Six Months Ended (In millions) June 30, 2019 June 30, 2019 Cash paid for amounts included in the measurement of operating lease liabilities $ 6 $ 12 Right-of-use assets obtained in exchange for new operating lease liabilities $ 4 $ 71 Right-of-use assets obtained in exchange for new finance lease liabilities $ — $ 1
Finance Lease Maturities	The following table presents the maturity of our operating lease liabilities as of June 30, 2019 : (In millions) Operating Leases 2019 (remaining 6 months) $ 12 2020 19 2021 14 2022 9 2023 5 Thereafter 8 Total minimum lease payments 67 Less: amount representing interest (5 ) Present value of net minimum lease payments 62 Less: current portion of operating lease obligation (20 ) Long-term operating lease obligation $ 42
Operating Lease Maturities	The following table presents the maturity of our operating lease liabilities as of June 30, 2019 : (In millions) Operating Leases 2019 (remaining 6 months) $ 12 2020 19 2021 14 2022 9 2023 5 Thereafter 8 Total minimum lease payments 67 Less: amount representing interest (5 ) Present value of net minimum lease payments 62 Less: current portion of operating lease obligation (20 ) Long-term operating lease obligation $ 42

Segment Data (Tables)

Segment Data (Tables)	6 Months Ended
	Jun. 30, 2019
Segment Reporting [Abstract]
Schedule of Segment Reporting Information, by Segment	The following tables reflects the segment recast for the prior-year period and reconciles Adjusted EBITDA for reportable segments to consolidated net income (loss): At and For the Three Months Ended June 30, 2019 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 552 $ 370 $ 90 $ — $ (3 ) $ 1,009 Adjusted EBITDA $ 43 $ 19 $ 4 $ (13 ) $ — $ 53 Total assets $ 3,265 $ 797 $ 191 $ 872 $ (935 ) $ 4,190 Reconciliation of Net Loss Attributable to Covetrus to Adjusted EBITDA: Net loss attributable to Covetrus $ (10 ) Plus: Depreciation and amortization 41 Plus: Interest expense, net 14 Plus: Income tax expense 5 Earnings before interest, taxes, depreciation, and amortization 50 Plus: Share-based compensation 10 Plus: Formation of Covetrus 6 Plus: IT infrastructure 2 Plus: Other (income) expense items (15 ) Adjusted EBITDA $ 53 At and For the Three Months Ended June 30, 2018 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 520 $ 390 $ 98 $ — $ (3 ) $ 1,005 Adjusted EBITDA $ 45 $ 22 $ 5 $ (10 ) $ — $ 62 Total assets $ 1,356 $ 681 $ 199 $ 14 $ (4 ) $ 2,246 Reconciliation of Net Income Attributable to Covetrus to Adjusted EBITDA: Net income attributable to Covetrus $ 29 Plus: Depreciation and amortization 16 Plus: Interest expense, net 1 Plus: Income tax expense 8 Earnings before interest, taxes, depreciation, and amortization 54 Plus: Share-based compensation 2 Plus: Restructuring costs 6 Adjusted EBITDA $ 62 For the Six Months Ended June 30, 2019 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,049 $ 731 $ 176 $ — $ (6 ) $ 1,950 Adjusted EBITDA $ 78 $ 35 $ 8 $ (15 ) $ — $ 106 Reconciliation of Net Loss Attributable to Covetrus to Adjusted EBITDA: Net loss attributable to Covetrus $ (23 ) Plus: Depreciation and amortization 71 Plus: Interest expense, net 25 Plus: Income tax expense 1 Earnings before interest, taxes, depreciation, and amortization 74 Plus: Share-based compensation 25 Plus: Formation of Covetrus 15 Plus: Carve-out operating expenses 5 Plus: IT infrastructure 2 Plus: Other (income) expense items (15 ) Adjusted EBITDA 106 For the Six Months Ended June 30, 2018 (In millions) North America Europe APAC & Emerging Markets Corporate Eliminations Total Net sales $ 1,001 $ 761 $ 196 $ — $ (6 ) $ 1,952 Adjusted EBITDA $ 79 $ 39 $ 10 $ (18 ) $ — $ 110 Reconciliation of Net Income Attributable to Covetrus to Adjusted EBITDA: Net income attributable to Covetrus $ 51 Plus: Depreciation and amortization 33 Plus: Interest expense, net 1 Plus: Income tax expense 14 Earnings before interest, taxes, depreciation, and amortization 99 Plus: Share-based compensation 4 Plus: Restructuring costs 7 Adjusted EBITDA $ 110

Business Overview and Signifi_3

Business Overview and Significant Accounting Policies (Details) - USD ($) $ in Millions	Feb. 07, 2019	Jun. 30, 2019	Jan. 01, 2019
Business Acquisition [Line Items]
Operating lease right-of-use assets, net		$ 60
Operating lease liability		$ 62
VFC
Business Acquisition [Line Items]
Percentage ownership, noncontrolling interest	37.00%
ASU 2016-02
Business Acquisition [Line Items]
Operating lease right-of-use assets, net			$ 67
Operating lease liability			$ 67
Henry Schein
Business Acquisition [Line Items]
Cash dividend paid to sole shareholder	$ 1,200
Percentage ownership, parent	63.00%
Share Sale Investors
Business Acquisition [Line Items]
Issuance of common shares in connection with the Merger	$ 361

Revenue from Contracts with C_3

Revenue from Contracts with Customers - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Disaggregation of Revenue [Line Items]
Net sales	$ 1,009	$ 1,005	$ 1,950	$ 1,952
North America
Disaggregation of Revenue [Line Items]
Net sales	552	520	1,049	1,001
Europe
Disaggregation of Revenue [Line Items]
Net sales	370	390	731	761
APAC & Emerging Markets
Disaggregation of Revenue [Line Items]
Net sales	90	98	176	196
Eliminations
Disaggregation of Revenue [Line Items]
Net sales	$ (3)	$ (3)	$ (6)	$ (6)

Revenue from Contracts with C_4

Revenue from Contracts with Customers - Narrative (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 29, 2018
Revenue from Contract with Customer [Abstract]
Current contract liabilities	$ 17	$ 18

Business Acquisitions - Conside

Business Acquisitions - Consideration Transferred Vets First Choice (Details) - VFC $ / shares in Units, $ in Millions	Feb. 07, 2019USD ($)$ / sharesshares
Business Acquisition [Line Items]
Total Covetrus shares issued to VFC shareholders (in shares) | shares	39,041,070
Per share price (in actuals) | $ / shares	$ 43.05
Total fair value of shares issued to Vets First Choice shareholders	$ 1,681
Fair value of Vets First Choice replacement stock option awards attributable to pre-acquisition service	62
Vets First Choice debt repaid at close	24
Vets First Choice expenses paid at close	18
Less: Vets First Choice cash used to fund transaction	(9)
Total consideration	$ 1,776

Business Acquisitions - Summary

Business Acquisitions - Summary of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions	Jun. 30, 2019	Feb. 07, 2019	Dec. 29, 2018	Dec. 30, 2017
Business Acquisition [Line Items]
Goodwill (Note 5)	$ 2,102		$ 750	$ 760
VFC
Business Acquisition [Line Items]
Fair value of net assets acquired		$ 14
Goodwill (Note 5)		1,328
Intangible assets		545
Deferred tax liabilities		(111)
Total acquisition cost		$ 1,776

Business Acquisitions - Narrati

Business Acquisitions - Narrative (Details) - VFC - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019	Feb. 07, 2019
Business Acquisition [Line Items]
Reduction to purchase price, goodwill	$ 30
Shares expected to be canceled (in shares)	700,000
Other intangible assets			$ 545
Weighted average amortization period		7 years
Trademarks and Trade Names
Business Acquisition [Line Items]
Other intangible assets			20
Product Formulas
Business Acquisition [Line Items]
Other intangible assets			50
Customer Relationships
Business Acquisition [Line Items]
Other intangible assets			125
Developed Technology
Business Acquisition [Line Items]
Other intangible assets			$ 350

Business Acquisitions - Pro For

Business Acquisitions - Pro Forma Information (Details) - VFC - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Business Acquisition [Line Items]
Net sales	$ 1,009	$ 1,056	$ 1,974	$ 2,048
Net loss	(10)	(7)	(33)	(20)
Net loss attributable to Covetrus	$ (10)	$ (7)	$ (33)	$ (20)
Basic	$ (0.09)	$ (0.10)	$ (0.32)	$ (0.28)
Diluted	$ (0.09)	$ (0.10)	$ (0.32)	$ (0.28)

Business Acquisitions - Consi_2

Business Acquisitions - Consideration Transferred Maravet (Details) - USD ($) $ in Millions	Apr. 24, 2019	Jun. 30, 2019	Jun. 30, 2019	Jun. 30, 2018	Dec. 29, 2018	Dec. 30, 2017
Business Acquisition [Line Items]
Gain on affiliate investment		$ 11	$ 11	$ 0
Goodwill		$ 2,102	$ 2,102		$ 750	$ 760
Maravet
Business Acquisition [Line Items]
Business Acquisition, Percentage of Voting Interests Acquired	50.00%
Consideration transferred	$ 26
Goodwill	26
Intangible assets	$ 22

Earnings Per Share - Narrative

Earnings Per Share - Narrative (Details) - shares shares in Millions	Feb. 07, 2019	Feb. 06, 2019	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Diluted common share equivalents for restricted stock (in shares)		1	0	1	0	1
Henry Schein
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares distributed to stockholders (in shares)	71

Earnings Per Share - Reconcilia

Earnings Per Share - Reconciliation of Basic Shares to Diluted Shares (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions	1 Months Ended	3 Months Ended		6 Months Ended
	Feb. 06, 2019	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Earnings Per Share [Abstract]
Net income (loss) attributable to Covetrus		$ (10)	$ 29	$ (23)	$ 51
Basic shares (in shares)		112	71	103	71
Effect of dilutive shares (in shares)	1	0	1	0	1
Diluted shares (in shares)		112	72	103	72
Basic earnings (loss) per share		$ (0.09)	$ 0.40	$ (0.22)	$ 0.72
Diluted earnings (loss) per share		$ (0.09)	$ 0.40	$ (0.22)	$ 0.72

Goodwill - Goodwill Rollforward

Goodwill - Goodwill Rollforward (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Jun. 30, 2019	Dec. 29, 2018
Goodwill [Roll Forward]
Beginning Balance		$ 750	$ 760
Foreign currency translation		(2)	(13)
Goodwill additions		1,354	3
Ending Balance	$ 2,102	2,102	750
North America
Goodwill [Roll Forward]
Beginning Balance		529	528
Foreign currency translation		0	(1)
Goodwill additions		1,284	2
Ending Balance	1,813	1,813	529
Europe
Goodwill [Roll Forward]
Beginning Balance		172	182
Foreign currency translation		(2)	(11)
Goodwill additions		54	1
Ending Balance	224	224	172
APAC & Emerging Markets
Goodwill [Roll Forward]
Beginning Balance		49	50
Foreign currency translation		0	(1)
Goodwill additions		16	0
Ending Balance	65	$ 65	$ 49
VFC
Goodwill [Line Items]
Reduction to purchase price, goodwill	$ 30

Goodwill - Narrative (Details)

Goodwill - Narrative (Details) - USD ($)	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 29, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Impairment loss	$ 0	$ 0
Accumulated impairment loss	$ 0	$ 0

Redeemable Non-controlling In_3

Redeemable Non-controlling Interests - Summary of Redeemable Non-controlling Interests (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 29, 2018
Increase (Decrease) in Temporary Equity [Roll Forward]
Balance at beginning of period	$ 92	$ 367
Decrease in redeemable non-controlling interests due to redemptions	(74)	(383)
Increase in redeemable non-controlling interests due to business acquisitions	0	6
Net income attributable to redeemable non-controlling interests	0	7
Dividends paid	0	(10)
Effect of foreign currency translation gain (loss) attributable to redeemable non-controlling interests	1	(2)
Change in fair value of redeemable non-controlling interests	(6)	107
Balance at end of period	$ 13	$ 92

Accumulated Other Comprehensi_3

Accumulated Other Comprehensive Income (Loss) - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Millions	Jun. 30, 2019	Dec. 29, 2018
Foreign currency translation adjustment
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated other comprehensive loss	$ 1	$ 1
Accumulated other comprehensive loss
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated other comprehensive loss	(78)	(83)
Foreign currency translation loss
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated other comprehensive loss	(79)	(83)
Pension adjustment gain
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated other comprehensive loss	1	0
Total accumulated other comprehensive loss
Accumulated Other Comprehensive Income (Loss) [Line Items]
Accumulated other comprehensive loss	$ (77)	$ (82)

Accumulated Other Comprehensi_4

Accumulated Other Comprehensive Income (Loss) - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions	3 Months Ended			6 Months Ended
	Jun. 30, 2019		Jun. 30, 2018	Jun. 30, 2019		Jun. 30, 2018
Equity [Abstract]
Net income (loss)	$ (10)	[1]	$ 31	$ (23)	[1]	$ 59
Foreign currency translation gain (loss), net of tax				4		(26)
Pension adjustment gain, net of tax				1		0
Comprehensive income (loss)				(18)		33
Comprehensive income (loss) attributable to Covetrus, Inc.	(6)		(7)	(19)		27
Comprehensive loss attributable to redeemable non-controlling interests	0		0	1		6
Comprehensive income (loss)	$ (6)		$ (7)	$ (18)		$ 33
[1]	(a) Net income earned from January 1, 2019 through February 7, 2019 is attributed to the former parent as it was the sole shareholder prior to February 7, 2019 (b) See discussion in Note 3 - Business Acquisitions

Accumulated Other Comprehensi_5

Accumulated Other Comprehensive Income (Loss) - Narrative (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Equity [Abstract]
Foreign currency translation gain (loss), net of tax	$ 4	$ (26)

Income Taxes - Narrative (Detai

Income Taxes - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Plus: Income tax expense	$ 5	$ 8	$ 1	$ 14
Income (loss) before taxes and equity in earnings of affiliates	$ (5)	$ 38	$ (22)	$ 72
Effective tax rate	(100.00%)	21.10%	(4.50%)	19.40%

Debt - Narrative (Details)

Debt - Narrative (Details)	Feb. 07, 2019USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)
Line of Credit Facility [Line Items]
Debt issuance costs			$ 24,000,000	$ 0
Credit Agreement
Line of Credit Facility [Line Items]
Syndicated credit agreement, amount	$ 1,500,000,000
Credit facility term			5 years
Debt issuance costs	24,000,000
Required net interest coverage ratio		3	3
Interest expense		$ 15,000,000	$ 26,000,000
Credit Agreement | Term Loan Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	1,200,000,000
Borrowings under lines of credit		1,200,000,000	$ 1,200,000,000
Quarterly installment amortization rate			5.00%
Unamortized debt issuance costs		21,000,000	$ 21,000,000
Credit Agreement | Revolving Facility
Line of Credit Facility [Line Items]
Maximum borrowing capacity	300,000,000
Potential increases in borrowing capacity	265,000,000
Borrowings under lines of credit		0	0
Remaining borrowing capacity		272,000,000	$ 272,000,000
Unused capacity, commitment fee percentage			0.30%
Credit Agreement | Letter of Credit
Line of Credit Facility [Line Items]
Maximum borrowing capacity	$ 35,000,000
Letters of credit outstanding		$ 28,000,000	$ 28,000,000
Credit Agreement | LIBOR
Line of Credit Facility [Line Items]
Interest rate floor		0.00%
Credit Agreement | Alternate Base Rate
Line of Credit Facility [Line Items]
Interest rate floor		1.00%
Credit Agreement | Alternate Base Rate | Term Loan Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.00%
Credit Agreement | Alternate Base Rate | Revolving Facility
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.00%
Credit Agreement | Minimum | Revolving Facility
Line of Credit Facility [Line Items]
Unused capacity, commitment fee percentage			0.175%
Credit Agreement | Minimum | Alternate Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate		1.25%	0.25%
Credit Agreement | Maximum | Revolving Facility
Line of Credit Facility [Line Items]
Unused capacity, commitment fee percentage			0.35%
Credit Agreement | Maximum | LIBOR
Line of Credit Facility [Line Items]
Basis spread on variable rate		2.25%
Credit Agreement | Maximum | Alternate Base Rate
Line of Credit Facility [Line Items]
Basis spread on variable rate			1.25%
April 1, 2019 | Credit Agreement
Line of Credit Facility [Line Items]
Required leverage ratio		5.50	5.50
2022 | Credit Agreement
Line of Credit Facility [Line Items]
Required leverage ratio		3.75	3.75

Leases - Narrative (Details)

Leases - Narrative (Details) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019USD ($)	Jun. 30, 2019USD ($)
Lessee, Lease, Description [Line Items]
Operating lease cost	$ 6	$ 12
Leases not yet commenced	$ 128	$ 128
Minimum
Lessee, Lease, Description [Line Items]
Operating lease, remaining lease terms		1 year
Leases not yet commenced, term	13 years	13 years
Maximum
Lessee, Lease, Description [Line Items]
Operating lease, remaining lease terms		8 years
Leases not yet commenced, term	20 years	20 years

Leases - Supplemental Balance S

Leases - Supplemental Balance Sheet (Details) $ in Millions	Jun. 30, 2019USD ($)
Leases, Operating [Abstract]
Operating lease right-of-use assets, net	$ 60
Accrued expenses, other	20
Other liabilities	42
Present value of net minimum lease payments	62
Leases, Financing [Abstract]
Property and equipment, net	1
Current maturities of long-term debt and other borrowings	0
Long-term debt and other borrowings, net	1
Total finance lease liabilities	$ 1
Weighted Average Remaining Lease Term [Abstract]
Operating leases	4 years 1 month 12 days
Finance leases	3 years 1 month 24 days
Weighted Average Discount Rate [Abstract]
Operating Lease, Weighted Average Discount Rate, Percent	3.60%
Finance Lease, Weighted Average Discount Rate, Percent	10.10%

Leases - Supplemental Cash Flow

Leases - Supplemental Cash Flow (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Leases [Abstract]
Cash paid for amounts included in the measurement of operating lease liabilities	$ 6	$ 12
Right-of-use assets obtained in exchange for new operating lease liabilities	4	71
Right-of-use assets obtained in exchange for new finance lease liabilities	$ 0	$ 1

Leases - Lease Maturities (Deta

Leases - Lease Maturities (Details) $ in Millions	Jun. 30, 2019USD ($)
Operating Leases
2019 (remaining 6 months)	$ 12
2020	19
2021	14
2022	9
2023	5
Thereafter	8
Total minimum lease payments	67
Less: amount representing interest	(5)
Present value of net minimum lease payments	62
Less: current portion of operating lease obligation	(20)
Long-term operating lease obligation	$ 42

Segment Data - Operating Result

Segment Data - Operating Results by Segment (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 29, 2018
Segment Reporting Information [Line Items]
Net sales	$ 1,009	$ 1,005	$ 1,950	$ 1,952
Adjusted EBITDA	53	62	106	110
Total assets	4,190	2,246	4,190	2,246	$ 2,233
Net income (loss) attributable to Covetrus	(10)	29	(23)	51
Plus: Depreciation and amortization	41	16	71	33
Plus: Interest expense, net	14	1	25	1
Plus: Income tax expense	5	8	1	14
Earnings before interest, taxes, depreciation, and amortization	50	54	74	99
Plus: Share-based compensation	10	2	25	4
Plus: Formation of Covetrus	6		15
Plus: Carve-out operating expenses			5
Plus: IT infrastructure	2		2
Plus: Restructuring costs	0	(6)	0	(7)
Plus: Other (income) expense items	(15)		(15)
Operating Segments | North America
Segment Reporting Information [Line Items]
Net sales	552	520	1,049	1,001
Adjusted EBITDA	43	45	78	79
Total assets	3,265	1,356	3,265	1,356
Operating Segments | Europe
Segment Reporting Information [Line Items]
Net sales	370	390	731	761
Adjusted EBITDA	19	22	35	39
Total assets	797	681	797	681
Operating Segments | APAC & Emerging Markets
Segment Reporting Information [Line Items]
Net sales	90	98	176	196
Adjusted EBITDA	4	5	8	10
Total assets	191	199	191	199
Corporate
Segment Reporting Information [Line Items]
Net sales	0	0	0	0
Adjusted EBITDA	(13)	(10)	(15)	(18)
Total assets	872	14	872	14
Eliminations
Segment Reporting Information [Line Items]
Net sales	(3)	(3)	(6)	(6)
Adjusted EBITDA	0	0	0	0
Total assets	$ (935)	$ (4)	$ (935)	$ (4)

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ / shares in Units, $ in Millions	Feb. 07, 2019	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Share-based Payment Arrangement, Disclosure [Abstract]
Restricted stock granted (in shares)	327,447	713,389		1,089,672
Options granted (in shares)	3,914,694	201,648		980,954
Expiration period				10 years
Vesting period				3 years
Weighted average grant date fair value (in usd per share)		$ 10.47		$ 12.24
Plus: Share-based compensation		$ 10	$ 2	$ 25	$ 4

Subsequent Events (Details)

Subsequent Events (Details) - USD ($) $ in Millions	Jul. 23, 2019	Feb. 28, 2019	Jul. 31, 2019	Jun. 30, 2019
Cash Flow Hedging | Designated as Hedging Instrument | Interest Rate Swap | Subsequent Event
Subsequent Event [Line Items]
Notional amount			$ 500
Henry Schein
Subsequent Event [Line Items]
Cash dividend paid to sole shareholder		$ 1,100
Henry Schein | Subsequent Event
Subsequent Event [Line Items]
Distribution paid	$ 40
Accounts Payable | Henry Schein
Subsequent Event [Line Items]
Accounts payable				$ 40
Repayment of working capital				19
Reduction in APIC				$ 21

Uncategorized Items - cvet-2019

Label	Element	Value
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 2,000,000
Net Parent Investment [Member]
Cumulative Effect of New Accounting Principle in Period of Adoption	us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption	$ 2,000,000